SMITHFIELD, Va. – Smithfield Foods, Inc. stood behind the planned merger with Hong Kong-based Shuanghui International Holdings, Ltd., declaring that it is committed to maximizing shareholder value.
Smithfield acknowledged receiving a letter from one of its shareholders, Starboard Value LP. Jeffrey Smith, CEO of Starboard Value, argued in the letter to the Smithfield board that a piece-by-piece sale of the company could be more profitable than the buyout proposal from Hong Kong-based Shuanghui International Holdings, Ltd. Starboard estimated the "sum-of-the-parts" value of Smithfield between $9 billion and $10.8 billion after tax, or approximately $44 to $55 per share. Starboard Value, a New York-based investment adviser, owns a 5.7 percent stake in Smithfield making it one of the processor's larger investors.
"The strategic combination with Shuanghui provides Smithfield shareholders with significant, immediate and certain cash value for their investment," the company said in a statement. "Smithfield’s board of directors is pleased with the outcome of the process it followed leading to this transaction, including the consideration of several different separation scenarios. The board unanimously believes that the transaction with Shuanghui is in the best interests of the company, its shareholders and all Smithfield stakeholders. Smithfield reaffirms its recommendation that its shareholders approve the Shuanghui merger."
Shuanghui is proposing to buy Smithfield, Va.-based Smithfield Foods for approximately $7.1 billion, including assumption of debt. Shuanghui will acquire all of Smithfield’s outstanding shares for $34 per share in cash, which is a 31 percent premium to Smithfield’s closing stock price of $25.97 on May 28. The deal was unanimously approved by boards of directors of both companies.